1. Steve has asked you to help him identify and analyze what company formation options he has available in a particular state. (cite the Laws)

   1. Please advise him on what it means to be a sole trader and the advantages and disadvantages

   2. Then explain to him the significance of opening an incorporated business? What are the advantages and disadvantages of this

      type of business?

   3. Then explain to him what is a Limited Liability Partnership? What responsibilities and liabilities do the partners have for

      themselves individually, to the firm/to each other in the firm and to the public?

2. Steve realizes a few years later that he has several competitors and he would like to have an advantage over them. Steve is interested in the idea of merging with one of his competitors.

   1. Explain to Steve what it means to merge with another company in the chosen state.

   2. Then identify and explain the steps that he and the other party would need to take to merge together remember to use the

      laws from your chosen state.

   3. Bob was able to convince Steve, a competitor, to merge their companies together, explain to Bob what three separate

      groups of professionals are recommended to be consulted to assist him with this merger. What are their purposes?

3. Unable to merger with one of his competitors Steve would like to know how he can acquire one of his competitors business even though his competitor does not want to sell it to him.

   1. Explain to Steve what it means to acquire another company in the chosen state and the laws that govern.

   2. Then identify and explain the steps that he would need to take to acquire a company when the owner does not want to sell

      remember to cite laws from your chosen state.

   3. Explain to Steve the legal significance of acquiring another company, the legal status of the acquired company, the new

board of directors, and decision making procedures.

4. Imagine Steve merged with Johns company and they had signed a formal agreement merging the two companies and this arrangement worked well for a few years but then Steve and John began to have serious problems inside the new company and Steve is threatening to sue John in court.

1. Explain to Steve what is means to sue for breach of contract in your chosen state and what Steve must prove to win a breach of contract lawsuit.

2. Explain to Steve what it would mean if he wins the breach of contract case, what is the legal significance to their original contract?

3. Explain to Steve what it would mean if their original contract contains an Arbitration clause, how would that affect a potential lawsuit?